How to Fill Out and Submit Form 509: Deadlines, Fees, and Suspension

California Form 509, the Statement of Information for foreign corporations, keeps your officer names, addresses, and agent for service of process on file with the California Secretary of State. If your corporation was formed outside California and has qualified to do business here, you must file it within 90 days of your initial registration and then once a year during a six-month window tied to your registration month.1California Legislative Information. California Code CORP 2117 The fee is $25, and the fastest way to file is through bizfile Online.

Who Has to File Form 509

Form 509 applies to any corporation formed outside California that has qualified to transact intrastate business in the state under Corporations Code Section 2117. “Qualified” means you have already filed your initial Statement and Designation with the Secretary of State and received authority to operate.1California Legislative Information. California Code CORP 2117 Foreign associations are not covered.

Not every out-of-state corporation with California activity has to qualify in the first place. Corporations Code Section 191 lists activities that do not count as transacting intrastate business, so a corporation whose California presence is limited to them does not need to qualify or file a Statement of Information. Those activities include:

  • Maintaining, defending, or settling legal or arbitration proceedings
  • Holding board or shareholder meetings in California
  • Maintaining bank accounts in the state
  • Completing a single isolated transaction within 180 days that is not part of a pattern of similar transactions
  • Selling through independent contractors rather than employees
  • Soliciting orders that must be accepted outside California to become binding
  • Maintaining offices for the transfer or registration of the corporation’s own securities

Owning shares in a California corporation, holding a limited partnership interest, or being a member of a California LLC does not by itself trigger the qualification requirement either. If your California activity sits entirely inside these safe harbors, Form 509 does not apply to you.

Information to Gather Before You Start

Section 2117 sets out exactly what the statement must contain, so pull this together before you open the form:1California Legislative Information. California Code CORP 2117

  • The corporation’s exact name as registered in California and its Secretary of State file number
  • Full name and complete business or residence address for the chief executive officer, secretary, and chief financial officer
  • Street address of the principal executive office, wherever located
  • Mailing address, only if different from the principal executive office
  • Street address of the principal California office, if the corporation has one
  • A short description of the main business activity, like “wholesale electronics distributor” or “software development”
  • A yes-or-no answer on whether any current officer or director has an outstanding, final judgment from the Division of Labor Standards Enforcement or a court for violating a wage order or Labor Code provision
  • The agent for service of process: either a California-resident individual with a full street address, or a corporate agent registered with the Secretary of State under Corporations Code Section 1505
  • Optionally, an email address to receive renewal notices and other Secretary of State notifications electronically

Every address you provide becomes a public record.2California Secretary of State. Frequently Asked Questions – Business Entities The statute lets officers list either a business or a residence address, so if privacy matters, use the business address.

Filling In the Form

Enter the corporation’s legal name exactly as it appears in Secretary of State records. If the name has changed in your home jurisdiction, that change has to be processed through a separate filing (Form ASDC, covered further down) before Form 509 will match. The California Secretary of State file number is the number assigned when the corporation first qualified, and you can confirm it through the Secretary of State’s online business search, where it appears alongside the “Date Filed.”

Enter the principal executive office street address. If the mailing address is the same, leave the mailing field blank. Add the California office address only if the corporation keeps a physical office in the state. For each officer position (CEO, secretary, CFO), list the person’s full name and a complete business or residence street address. One person can hold more than one of these positions; if so, repeat the name under each title.

Agent for Service of Process

You have two options. Name a natural person who lives in California and give their full California street address (a P.O. box will not work). Or name a corporate agent that has filed under Section 1505 to act as an agent for service of process. If you use a corporate agent, enter only the agent company’s name. Do not enter an address, because the Secretary of State already has it on file.1California Legislative Information. California Code CORP 2117

Business Description, Labor Disclosure, and Signature

Keep the business description short and specific. The labor violation question asks whether any current officer or director has a final, unappealable judgment for wage violations; if none do, mark “no.” An officer or other authorized individual signs, prints their name and title, and dates the form.

How to Submit and What It Costs

The total fee is $25: a $20 filing fee plus a $5 disclosure fee.3California Secretary of State. Business Entities Fee Schedule You have two ways to file:

  • Online: go to bizfileOnline.sos.ca.gov, log in or create an account, pull up the corporation’s record by file number, complete the Statement of Information electronically, and pay the fee online.4California Secretary of State. bizfile Online
  • By mail: print the paper form, enclose a check or money order for $25 payable to the Secretary of State, and send it to Statement of Information, P.O. Box 944230, Sacramento, CA 94244-2300.5California Secretary of State. Contact Information – Business Entities

Processing times for both channels change with volume. The Secretary of State posts current processing dates on its website, so check them before mailing if your filing window is closing.6California Secretary of State. Current Processing Dates Once processed, you receive a file-stamped copy. Keep it; banks, lenders, and contract counterparties often ask for proof of good standing.

Deadlines and the Annual Filing Window

The initial Statement of Information is due within 90 days after the corporation files its original Statement and Designation.1California Legislative Information. California Code CORP 2117 After that, filing is annual, during a six-month window set by the month of registration:7California Secretary of State. Statements of Information Filing Tips

  • January registration: August 1 through January 31
  • February registration: September 1 through the last day of February
  • March registration: October 1 through March 31
  • April registration: November 1 through April 30
  • May registration: December 1 through May 31
  • June registration: January 1 through June 30
  • July registration: February 1 through July 31
  • August registration: March 1 through August 31
  • September registration: April 1 through September 30
  • October registration: May 1 through October 31
  • November registration: June 1 through November 30
  • December registration: July 1 through December 31

Confirm your registration date through the Secretary of State’s online business search under “Date Filed.” If you opt in to email notifications on the form, the Secretary of State will send a reminder before your window opens.

If You File Late or Not at All

Missing the window triggers a penalty under Corporations Code Section 2204, with the amount set by the Revenue and Taxation Code. The Secretary of State sends a delinquency notice first, giving the corporation a chance to cure.8California Legislative Information. California Code CORP 2205

If no Statement of Information has been filed in the preceding 24 months and the corporation has already been certified for a penalty under Section 2204, the Secretary of State moves to suspension under Section 2205. You get a 60-day warning. If those 60 days pass without a filing, the Secretary of State suspends the corporation’s powers, rights, and privileges and notifies the Franchise Tax Board.8California Legislative Information. California Code CORP 2205 A suspended corporation cannot conduct business, enter contracts, or defend or initiate lawsuits in California courts.

Getting a Suspended Corporation Back in Good Standing

If the Secretary of State suspended the corporation for failure to file, the first step is to file a current Statement of Information through bizfile Online. Once processed, the Secretary of State certifies the filing to the Franchise Tax Board, which can lift its side of the suspension, unless the FTB is also holding the corporation in suspension for unpaid taxes.8California Legislative Information. California Code CORP 2205

When both agencies have suspended the corporation, which is common because the FTB often takes separate action, you have to satisfy both. File the Statement of Information first to obtain the Secretary of State’s Proposed Relief Letter. Then complete the FTB’s Application for Certificate of Revivor (Form FTB 3557), attach a copy of the Proposed Relief Letter, and submit it to the Franchise Tax Board. The corporation stays suspended until both agencies confirm compliance.2California Secretary of State. Frequently Asked Questions – Business Entities

Updating Information Between Annual Filings

If officers, addresses, or your agent for service of process change between annual filing windows, file a new Statement of Information through bizfile Online whenever you need to update the record. There is no separate amendment form for these changes. You file a fresh Statement of Information with the current data and pay the $25 fee again.

A corporate name change is the exception. If the corporation’s legal name changed in its home jurisdiction, you must file Form ASDC (Amended Statement by Foreign Corporation, Name Change Only) along with a current certificate from the government agency where the corporation was formed showing both the old and new names. A certified copy of the name-change amendment alone will not satisfy California. The filing fee for Form ASDC is $30.9California Secretary of State. Amended Statement by Foreign Corporation (Name Change ONLY)

A Separate Federal Filing to Watch

Registering a foreign corporation in a U.S. state can trigger a separate federal obligation under the Corporate Transparency Act. Under FinCEN’s March 26, 2025, interim final rule, only foreign reporting companies have to file beneficial ownership information (BOI) reports; all domestic entities and U.S.-person beneficial owners are exempt.10FinCEN.gov. Beneficial Ownership Information Reporting A foreign company that does not qualify for one of the 23 statutory exemptions must report BOI for its non-U.S. beneficial owners; U.S.-person beneficial owners do not need to be reported.

Deadlines are short. Foreign companies registered before March 26, 2025, had an initial BOI deadline of April 25, 2025. Companies registering on or after that date have 30 calendar days from the date they receive notice that their registration is effective.10FinCEN.gov. Beneficial Ownership Information Reporting The BOI report goes to FinCEN, not the California Secretary of State, and is separate from Form 509. Because registering in a state is what triggers it, newly qualifying foreign corporations should handle both filings on parallel tracks.